In 1969, Dayton, Ohio native Stephen Shockley formed the Young Underground after exiting the Monterreys. Vocalist Mark Woods, who was a member of the local band the Nomads, joined up with Shockley to form a more mature-sounding Young Underground. The group initially had a record deal with Curtom Records as a result of winning a talent contest in Chicago. However, Curtom folded shortly thereafter. While in Chicago the group renamed itself Lakeside Express, after the Lakeside Express Newspaper in Chicago.

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